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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
| 1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Medalist Partners LP 777 THIRD AVENUE, SUITE 1402 NEW YORK, NY 10017 |
X | |||
| /s/ Gurdev Dillon, CFO | 10/08/2019 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| Remarks: The securities of Summit Wireless Technologies, Inc. (the "Company") are held in equal portions by Medalist Partners Harvest Master Fund, Ltd. and Medalist Partners Opportunity Master Fund A, L.P. (together, the "Medalist Funds"), each managed by Medalist Partners LP ("Medalist"). Medalist does not individually hold or otherwise beneficially own any of these securities. Each of the Medalist Funds has delegated to Medalist the power to vote and to direct the disposition of such securities held by the Medalist Funds. Medalist disclaims beneficial ownership of these securities, except to the extent of its pecuniary interest therein. Medalist previously reported the Medalist Funds' ownership of certain warrants to purchase up to 222,222 of the Company's common stock, with an exercise price of $3.60 per share and an expiration date of November 30, 2023 (the "Series F Warrants"), giving effect to the inclusion of a customary provision prohibiting exercise to the extent that the holder, together with its affiliates, would beneficially own in excess of 9.99% of the number of shares of the Company's common stock outstanding immediately after giving effect to any exercise (the "Blocker Provision"). Medalist recently became aware that the form of the Series F Warrants inadvertently omitted the Blocker Provision. Effetive October 4, 2019, Medalist and the Company amended the Series F Warrants to include the Blocker Provision, among other changes. Upon giving effect to such amendment, the Medalist Funds and Medalist are no longer deemed to beneficially own greater than 10% of the outstanding shares of common stock of the Company. Accordingly, effective as of October 4, 2019, the Medalist Funds and Medalist are no longer subject to Section 16 of the Securities Exchange Act of 1934, as amended, with respect to transactions in the Company's securities. | |